Heads Up, Love
by spikala
Summary: Captain Rex's first love tries to come to terms with being replaced. Covert art by deviantart's Tipsutora. Chapter 3 - Buddy and Sunny clash.
1. My Own

_Thanks to Amaryllis Complex for giving me the prompt and for taking a look at this before it went live. The soundtrack (and original prompt) for this story, as a whole, is "Stubborn Love" by the Lumineers._

_The cover art is from the amazing Tipsutora from DeviantArt, who kindly let me use it for this story. I recommend you check out more of her fan art. FFN's anti-link protocol makes the addy look weird, but in a nutshell: http colon slash slash tipsutora dot deviantart dot com_

* * *

**Chapter One - My Own**

.

Light flooded into the small space, almost blinding her. Then Sunny saw him again, standing there as resolutely as always. He looked troubled, his face in terse lines; maybe they were going on a dangerous mission again.

He didn't reach for her though. Instead, he started stacking up the plates of armour, pulling them out from the lower shelves. He wasn't putting them on like usual, but gathering them up and putting them in a cloth bag. Sunny didn't understand. They were clean already; he'd made sure of that after they'd gotten back from the Citadel. He always made sure to clean his armour after every mission, did her Rex. At last his hand came up, stretching out to her, and stopped.

He stared at her for what felt like the longest time. She saw his brow crease, saw him look down, not meeting her eyes.

Take me with you, she cried silently.

"Sorry, old girl," he murmured. "Not this time."

Then he was gone, the door to the locker swinging shut in her face.

It was pitch back again, but that was immaterial to Sunny. She could see just fine with her night vision setting. Fine enough to see that she was all alone in the locker; the rest of the armour was gone.

What was going on? Why had her Rex taken the rest of his armour, but not her? Didn't he know how vulnerable his hearing and vision was without her?

She tried switching to infrared, but the metal sides of the locker were huge purple-black screens hemming her in. There was only a ghostly blue handprint, fading into black, to show where Rex had been. She hoped he wasn't doing anything silly like going into battle without her.

A trooper needed his helmet, and Rex needed his Sunny.

* * *

In the beginning, it had waited in darkness amongst dozens of others just like it, white and black, trundling forward on the conveyor belt. Towards what it didn't know. If it switched to night vision, it might be able to see what was going on, but it didn't want to call attention towards itself by powering up fully, didn't want to be labelled as defective and scrapped.

A glimmer of light emerged from the gloom ahead. As it moved forward, it saw the huge metallic arm that swivelled over the belt, sucking them upwards one by one into the light that ringed the hole. The belt carried it inexorably onward, then the arm grabbed it, propelling forward into light. It was on another belt, moving in a circle this time in the middle of a huge room full of light.

It saw lines of beings in brown, white, and black that stepped forward one by one, seizing its comrades from the belt and sliding them over their heads. The brown disappeared, becoming one being of perfect black and white. This was it then, what it was made for. It waited, eager for its turn, but no hands came. It went around once and then again. No hands.

It saw the others in front and behind it taken, yet it remained. Then finally, at last, strong hands gripped it, lifting it away and into a new life. A face appeared in all shades of brown. A pale line ran across the chin. This was its new being then; this was who it was going to belong to.

"Hello there, old girl," the being murmured. "We're going to go far, you and I."

It felt heat as it settled into place on broad shoulders, protecting its new being's head from injury. Its display registered the double-blink of the occupant and flickered into life, interfacing with the rest of the armour systems, including the armour tally.

CT-7567. That was who inhabited the armour. Lieutenant, 501st Legion. It was pleased. No—that wasn't right, it had been called 'old girl'. So it was female then—_she_ was pleased. She belonged to someone now.

She watched as CT-7567 marched away from the lines of helmetless clones that were waiting patiently in the queue, drinking in the details and the data that flickered across her display. Next stop was the armoury, where her clone drew out a DC-15A rifle (10km range and 500 shots per tibanna cartridge according to her database) and two DC-17 hand blasters (50 shots per cartridge).

"Hoi! Lieutenant!"

Another clone, fully armoured, was running towards them. His armour tally showed up as CT-4217; a medic, a corporal.

"Coric," her clone said, inclining his head. She was briefly confused; this clone had two designations? Perhaps it was a special designation.

"You've heard the news then?" Coric asked, falling in step. "About us being assigned to the 501st Legion, Cascade Company?"

"Yes. They're the blue ones right?"

The medic nodded. "That's right."

CT-7567 made an odd noise, halfway between a cough and a sniff. She wondered if he had been contaminated with microbes, but his body suit was registering normal temperature. Not ill then.

"Not sure I really like blue," he said. "Too much like Kamino on a bad day."

"So that would be every day then," Coric quipped. "In any case, we've got to earn our stripes before we can ditch the black and white."

What was wrong with black and white, she wondered. Black and white was good. Black and white was standard, up to specifications, and just like everyone else.

"Catch you back at the barracks, Coric," CT-7567 said.

The other man grinned. "Sure thing, Rex. By the way, the sun bonnet looks good."

CT-7567—Rex—snorted. "Of course it does. Me and my sunny are sex on a stick."

His sunny. He meant her. She had a special designation, just like him. Sunny—she decided she liked it.

* * *

Captain Rex sighed. There was a line outside the armoury; a big one too. It looked like today was going to be another of those 'hurry up and wait' days. The queue wound out of the armoury, through the hallway and almost to the turbolift; a processions of men dressed in bodysuits, helmets tucked under their arms and holding onto piles of armour.

A lesser man, or maybe just a more impatient one, would've pulled rank and marched to the head of the crowd. However, Rex figured if his men had to wait in the corridor, so did he. He took a spot in the line behind Jesse and Hardcase.

"Captain Rex, sir!" Jesse saluted.

Rex returned the salute. "We're off-duty at the moment, Jesse. You don't have to salute."

"Sorry, Captain." Jesse grinned. "Force of habit."

They all went back to standing there, waiting patiently as the line crawled forward.

Rex checked his chrono surrepticiously. They'd been here for twenty minutes and moved a grand total of fifteen meters—just around the corner of the corridor.

Jesse had noticed Rex's sneaky chrono check. "If you've got somewhere you need to be, Captain, I can look after it for you," he offered.

Rex waved him off. "Thanks, Jesse, but I'm fine. Just not used to waiting around, that's all."

"Haven't you forgotten something, sir?" Hardcase was looking at the too-small bundle of cloth in Rex's arms. "Like a helmet?"

"No. I've got everything that I plan to turn in right here."

Jesse's eyebrows went up, but he didn't say anything.

"It's gonna be nightmare to repaint everything," Hardcase grumbled, changing the subject with all the subtlety of a freight train. "It took me ages to get those lines straight."

Jesse snorted. "You're struggling with straight lines and dots? Oh, tell me more!"

* * *

_Next time: Sunny has been replaced._


	2. Jealousy Over Jaig Eyes

**Jealousy over Jaig Eyes**

.

The locker door swung open again, and for an instant, Sunny thought that Rex had come for her at last. But no, instead he was unloading armour plates. He finished unloading, the clattering of plastoid against metal stopping, and he met her gaze at last.

"Don't worry about a thing, old girl," he said softly. "You're not going anywhere."

Not going anywhere? Why wouldn't she be going anywhere? Perhaps the war was over and her Rex was finally safe. Then he reached into the locker and pushed her away.

Sunny was shoved into the back corner of the shelf. Then Rex reached up and put another, different helmet in her place, blocking her view of him. What was going on? Why did Rex need two helmets? He already had his Sunny. But her precious captain didn't say anything, instead clanging the locker door closed. Sunny was left in the dark with the stranger.

_What are you_, it asked.

_Sunny_, she said, irked that this newcomer was demanding answers from her. _I am Rex's helmet._

_Not anymore_, it said smugly. _I am Buddy, I am the helmet of CT-7567, he named me and you are obsolete._

That stung. _Your database is inaccurate; _I _belong to Rex, _she insisted. _Me,_ _not you._ Sunny suddenly wished that Rex was here so she could at least look this smug stranger in the visor, rather than glare at the back of its head. She wished for Rex to come and take this other helmet away.

_I was with him at Atraken_, she said._ At Christophsis, Teth, Jan Fathal, Maridun, Naboo, and Ryloth._ _I was there for him on Geonosis and Saleucami. I have kept him safe all this time, tell me what it is that you do that I have not already done?_

_I am a superior design_, Buddy said simply. _How many times has he almost been killed? I offer increased protection against blaster fire._

Sunny was silent. The tallies of yellow told their own story.

_If I do not belong to Rex, _Buddy continued, _then why did he paint me in his colours and with his design?_

_He wouldn't!_

_He did. Jaig eyes, he called them, said they—_

Sunny shut off all external links. She remembered when Rex had first told her about jaig eyes.

* * *

They'd made it. They'd gone into Atraken together and Rex had not only brought them back, but he'd earned himself a promotion and a command of his own into the bargain. Sunny was so proud of him.

The ship's navicomputer pulsed, letting Sunny and all the other helmets aboard know that they were jumping to hyperspace. Rex didn't flinch, still striding along the grey corridors. He stormed through the ready room, kicking aside a chair that someone had left in the way, and into one of the deserted bunkrooms.

He stood there, breathing raggedly, and clenching and unclenching his fists. Any moment, she expected him to move, but he just stood there staring at the deck as the chrono ticked onwards. Sunny was puzzled. On Kamino, after battle exercises with Cascade Company, Rex would always head for the showers and then look after her and the rest of the armour. Now that there were fewer men in the company, it ought to be even easier for her Rex to get a shower. He could even have a six-minute shower for a change, so why didn't he move?

Sunny registered the hiss of the door opening, but Rex didn't turn around. In the wrap around vision, she saw another clone, CT-4217—Coric, enter. His armour was bloodied and he had one arm in a sling. Coric stood there for a long moment, looking at Rex, before he slid his helmet off.

"Come on, Rex, head up. Let's hit the showers."

Rex heaved a sigh. "Okay." He tugged Sunny off, and set her on the nearest bunk. As she watched, he began stripping off his armour, dropping the pieces haphazardly onto the blanket, not even bothering to stack them. Now she could see him, Sunny realised that her Rex looked almost as bad as Coric, red smears all over the white plates.

The two men, now clad only in their body gloves, left the room. Sunny watched them go, wondering why her Rex seemed so dejected.

When he came back from the shower, he was alone. Sunny waited patiently as Rex took out his cleaning gear from the locker and painstakingly removed the dirt and blood from each piece of armour. There were also fresh gouges marring the shiny plastoid, but oddly, he made no attempt to get rid of them.

Then finally it was her turn. He carefully wiped away the grit of Atraken, got rid of the dust on her visor. Then he started cleaning the carbon scoring from where a plasma bolt had hit just above the left hand side of her visor.

"Sorry, Sunny," he murmured as he dabbed at the mark, "but I think that scorch is there to stay."

Oh no… She wasn't standard, wasn't plain black and white anymore. She had bits of grey on her—would he trade her in for a standard helmet now? But if he was going to trade her and the other scratched and dented pieces of armour in for new gear, why was he bothering to clean her?

Rex checked the chrono on his gauntlet, then swiped the polishing cloth over her. The door chimed.

"Right on time," he said, going over to unlock the door.

Sunny watched from her perch on the bed as a crowd of clones filed through the door. All of them had armfuls of dented and scratched armour. She read their armour tallies and realised that they were all being transferred to Torrent Company along with her Rex.

"All present and correct, Captain!"

Rex was smiling, but it didn't quite go to his eyes. "You've got the right shade of paint?"

"Yes, sir. Torrent blue."

"Good work, Attie."

Paint? Blue? Weren't they all supposed to be black and white? All the same? Sunny watched as the men spread out through the room and began daubing their armour with swatches of deep blue. Rex coated his poleyns, trying them on and flexing his newly-blue knees. Next to be painted were his arm pieces, a thick stripe of blue marching from his gauntlet all the way up to the pauldron.

Sunny watched the other men surreptitiously; each had a slightly different pattern of paint. It was as if they were deliberately trying not to look the same; as if being different was good.

Then Rex reached for her. It looked like she was going to be different too. She watched as the brush came towards her. It moved around her visor, in a straight line down her chin. Rex held her up, tilting her from side to side as he inspected his work. It was then that she saw that the other men had crowded around, watching as Rex marked her with his design.

"Looking good, sir."

Sunny didn't know who said that—she couldn't tell the men apart when they didn't wear armour—but she felt a frisson of pride. Even with that scorch mark she was still…how had Coric put it… sex on a stick.

"You're not going to paint them on?" It was Coric, dressed in his armour. He didn't seem to have any blue on him.

Rex noticed the same thing. "No blue?"

Coric shrugged. "I've got my medic's star, that's good enough for me."

"What are they?" asked another clone. "The jade eyes, I mean."

"Jaig," Rex corrected. "For acts of bravery," he added bitterly.

"Oh. Acts of bravery like trekking across a poisoned planet to take water to beleaguered civvies, then casually taking out a whole company of battle droids on your way back with only twelve men?" Coric teased.

Rex set Sunny down. "If you've finished painting, you should probably head back to your billets. It's lights out soon."

The others left one by one, but Coric stayed.

"Something I can help you with, _Sergeant_?" Rex asked pointedly.

"It wasn't your fault."

That seemed to touch something in Rex and he turned on the other man. "Not my fault! Half the platoon injured and ten men killed. I was their platoon leader. How is that _not_ my fault?"

Coric crossed his arms. "You got water to that village saving how many lives? And you neutralised those droids before they could attack the aid station."

"Ten men—almost a third of the platoon. I've never lost that many men before."

So that was why her Rex was acting out of sorts. Sunny remembered when one of Rex's platoon was killed in a training exercise. Her Rex had made a decent dent in one of the barrack room walls that day.

"Then wear the jaig eyes for them."

"Fine. Now will you go?"

The door hissed shut. Sunny was alone with her Rex. He began painting something over her visor, biting his lip as he carefully moved the brush to and fro. He set down the brush and crossed over to the mirror, sliding her over his ears.

Jaig eyes turned out to be two half-drawn triangles, with two flecks of blue between them.

"What do you think, Sunny?" he asked.

She was unrecognisable. Gone was the plain black and white. Instead, she had patches of contoured grey, stripes of blue, and a small line of yellow on the left temple. Sunny liked the symmetry, but more than that, she liked that she was now clearly his. Her Rex looked like no one else, and neither did she.

He brushed a finger over the yellow line. "That's for the headshot. You saved my skin, old girl."

She gazed at her reflection, drinking it in.

"What do you reckon, Sunny?" he asked. "Keep the jaig eyes like Coric said?"

She couldn't speak. She never had, but he paused, then kept talking as though she were actually participating in the conversation.

"Good point, Sunny. For the boys then," he said. "A reminder to be brave no matter what."

* * *

_I hope you're enjoying my somewhat-outlandish story :) If you've time, I'd love to hear from you._

_Next time: Sunny and Buddy clash some more._


	3. Ours

**Ours**

.

Rex thought that this was going to take some getting used to. The distinctive t-shape of his visor had morphed into two eyeholes joined by a slit of black, and the bulgy air filters… His new helmet looked just like everyone else's, but although it looked alright on his men, whenever Rex looked in the mirror he didn't recognise himself. As a result, he'd taken to walking the halls of the _Resolute_ in his fatigues rather than his armour.

Another downside of the changeover to Phase II was that it changed the silhouette of his men completely. It took him a moment longer than normal to recognise the trooper coming towards him as Sergeant Zeer.

"So what do you think?" Zeer asked, turning on the spot in the corridor so that Rex could take in the freshly painted armour.

"Your head looks like a squashed crate, but other than that—it's just fine," Rex said.

The men had all been so excited to show him their new kit. Zeer was the fifteenth—or was he the sixteenth?—man to stop Rex and ask his opinion. None of them seemed unhappy with the gear they'd been issued; maybe it was just him.

"Captain Rex! Captain Rex, sir!"

Rex looked up to find Brac, from the armoury, trotting down the corridor towards them. Zeer excused himself, leaving Rex alone with the other man.

"How can I help you, trooper?"

"It's your armour, sir. We haven't got a record of your Phase I helmet being handed in."

Rex crossed his arms. "That's because it wasn't."

That seemed to stymie the other man. "But, sir, it's not like you'll need it again."

"No, but I don't plan on tossing it away either."

"But that makes the flimsiwork very messy, sir." Brac was grasping at straws, clearly uncomfortable at the thought of having to order Torrent's commanding officer to hand in his gear.

Rex flashed him a brilliant grin. "I have every faith in your reconciliatory skills, trooper. If you'll excuse me, I have a training exercise to get to."

* * *

Rex had slammed the door shut with such force that Sunny felt the bank of lockers wobble slightly. In front of her, Buddy was silent.

_What happened?_ she asked at last.

_He doesn't like me_, Buddy said. _Why doesn't he like me?_

_What were you doing?_

_He had too many screens overlapping during the exercise. I removed some for him so that he could focus better._

Part of Sunny was pleased that Buddy wasn't getting along well with Rex, but the thought that Buddy wasn't looking after her Rex properly made her uneasy. She opened an ultra-high-frequency datalink to Buddy. _Here—the layout and settings that he likes. Don't change them unless he says to._ She didn't know if the other helmet would take the data or the advice.

_He wishes that I were you_, Buddy said suddenly. _The whole time he was cleaning me, he was talking about you._

Sunny didn't reply. She knew the pain of being unwanted, but this was Rex. He was hers, not Buddy's.

_What else am I doing wrong?_ Buddy asked.

_You are requesting assistance from an _obsolete_ system?_

Buddy fell silent.

Sunny wondered again why her Rex was bothering with this slow piece of hardware. For something that was supposed to be an improvement, Buddy seemed to be a step backwards.

_I can show you the exercise_, Buddy offered.

_And see you with him? No._

_Why not? You will never be used again. You will just sit here until he tires of you and gives you back to the armourer._

Sunny slammed the datalink shut and cut her externals. Her Rex wouldn't do that to her. He just wouldn't.

Time crawled by in darkness. Sunny waited for Rex to come for her, sitting in the black hole of the locker. This in itself was nothing new—after all, Rex rarely needed his armour outside of battle or training—but having another helmet in there with her… Sunny still couldn't decide whether it was good or bad.

Rex came and took Buddy with him. "Sorry, Sunny," he said to her as the locker swung closed, "but I need Buddy for guard duty."

"Sorry, Sunny, but I need Buddy for training."

"Sorry, Sunny…"

"Sorry…"

* * *

The days wore on as Sunny sat in silence. She kept herself going by revisiting vid feed of old battles of her and Rex. He always had a word or two for her when he came, but it was Buddy who was with him at training; Buddy whose face was Rex's.

Sunny was sure that time hadn't gone this slowly when it was just her and Rex. She used to sleep between uses, never doubting that Rex would come for her. Now she waited patiently for his face to appear in the doorway, critiquing old battles to fill in time. More often than not, she found some way she could've done things differently, helped Rex more. She considered sharing her findings with Buddy, but didn't feel like breeching the gulf only to be slapped down as obsolete, so she kept her thoughts to herself.

For his part, Buddy never spoke when he got back after training; so often Rex was less than gentle when he closed the locker. Sunny couldn't help feeling a bit sorry for Buddy, even though he'd taken her place. After all, she and Rex had grown together ever since Kamino, now Buddy expected to seamlessly slide into a partnership that had taken months and years to develop.

She was sitting silence again, when the frosty tension between her and the other helmet came to a head.

_What did you do that was so special?_ Buddy demanded one day, out of the blue. _I am a better model than you, why doesn't he see that?_

Sunny debated not answering. _Because newer isn't always better_, she said finally_._

_Prove it._

Sunny opened a data link to Buddy and transferred the vid feed of Rishi.

Buddy went quiet as he reviewed the feed. _How did you know that the armour tally was inaccurate?_ he asked.

_Incorrect infrared readings and biometrics for a clone._

_Those don't show up on the Heads Up Display._

_I ran them in the background._

_Then you flagged the trooper as possibly hostile?_

_No, even though I should have. Rex realised _before_ I alerted him._

_How did he know?_ Buddy asked.

_Because he is Rex_, she explained. _How should I know how his wetware works? I was keeping a running tally of the infractions in the sidebar there. It might have helped._

_Wetware?_

_You know… we're hardware and he's wetware._

_Oh. _He paused._ So why does he like it when you do unexpected things, but doesn't like it when I do?_

_Show me._

Buddy sent her a vid feed of the recent training exercise and slowly, they went through it, but together this time.

.

* * *

_A/N: To forstall any questions, Buddy is indeed a standard Phase II helmet. Just as an aside, he got his name after I saw rayn44's wonderful piece of artwork 'An Excuse to Cry' on deviantart - I recommend you google it :)_

_Hope you enjoyed today's instalment. Next time: It's our final chapter._


End file.
